Form Your Kentucky LLC

Form Your Kentucky LLC

 

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Starting Price: $99.00

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Questions about creating your Kentucky LLC?

Create your LLC without any of the legal hassles. It's simple, comprehensive, and we do the hard work for you!

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Please note We believe accurate, plain-English legal information should help you solve many of your own legal problems. But it's not a substitute for personalized advice from a knowledgeable lawyer. If you want the help of a trained professional—and we'll always point out situations in which we think that's a good idea—consult an attorney licensed to practice in your state.

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FAQ

What is a limited liability company?

A limited liability company, commonly called an "LLC," is a business structure that is similar to a corporation, but less formal. Business owners form LLCs to protect themselves from being personally liable for business debts.

LLCs combine the pass-through taxation of a partnership or sole proprietorship with the limited liability of a corporation. As in a partnership or sole proprietorship, income "passes through" the LLC to the LLC owners, and the owners report the business's income on their personal income tax returns. Unlike a corporation, the LLC itself is not a separate taxable entity.

Like owners of a corporation, however, all LLC owners are protected from personal liability for business debts and claims—a feature known as "limited liability." This means that if the business owes money or faces a lawsuit for some other reason, only the assets of the business itself are at risk. Creditors usually can't reach the personal assets of the LLC owners, such as a house or car. (However, both LLC owners and corporate shareholders can lose this protection by acting illegally, unethically, or irresponsibly.)

For these reasons, many people say the LLC combines the best of partnerships and corporations.

The decision to form an LLC is an important one. Like a corporation, an LLC is meant to be a permanent legal entity, and it will exist—and incur taxes and fees, whether or not you are actively operating a business—until you take legal steps to dissolve it.

To learn more about limited liability companies and whether an LLC is the right structure for your company, visit the Limited Liability Company area of Nolo's website.

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How many people do I need to form a Connecticut LLC?

You can form a Connecticut LLC with just one owner.

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Is an LLC right for my business?

You should consider forming an LLC if you plan to run a business and are concerned about personal exposure to lawsuits or debts arising from your business. For example, if you decide to open a store-front business that deals directly with the public, you may worry that your commercial liability insurance won't fully protect your personal assets from potential slip-and-fall lawsuits or from claims by your suppliers for unpaid bills. Running your business as an LLC may help you sleep better, because it instantly gives you personal protection against these and other potential claims against your business.

Corporations also provide this protection from personal liability. Which is better? For many small businesses, the relative simplicity of the LLC makes it the better choice.

However, corporate taxation is very different from the taxation of LLCs, and this can be a deciding factor in which type of business you form. For instance, if your business will hold property such as real estate that's likely to increase in value, an LLC may make more sense, because corporations and their shareholders are subject to a double tax (both the corporation and the shareholders are taxed) on the increased value of the property when the property is sold. On the other hand, corporate income tax rates start out low—15%—so having the corporation rather than the owners taxed on some of the income may make sense.

Note that not all businesses can operate as LLCs. Businesses in the banking, trust, and insurance industry, for example, are typically prohibited from forming LLCs.

In addition, some businesses are so small that the fees and paperwork involved in setting up and running an LLC just aren't justified. If it's lawsuits you're worried about, often a commercial liability insurance policy can shield your assets sufficiently. (However, insurance does not cover unpaid business debts.)

Note that Nolo's Online Connecticut LLC does not allow you to form a series LLC or a restricted LLC.

For more information on whether an LLC is the right structure for your business, visit the Business Formation area of Nolo's website or read Nolo's book LLC or Corporation? How to Choose the Right Form for Your Business, by attorney Anthony Mancuso (available as a downloadable eBook). Or, if you'd like the advice of a professional, our website features an online lawyer directory as a free resource to our customers. Comprehensive profiles of business attorneys in your state can be found at www.nolo.com.

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How do I form a Connecticut LLC?

In Connecticut, you create an LLC by filing a "certificate of organization" with the Secretary of the State and paying a filing fee. You'll also need an LLC operating agreement, though it doesn't need to be filed with the Secretary of the State. Your operating agreement explicitly states the rights and responsibilities of the LLC owners (and managers, if applicable). An operating agreement clarifies the business arrangement between the owners and governs how your LLC will be run. If you don't create a written operating agreement, the LLC laws of your state will govern the inner workings of your LLC.

After the certificate of organization filing is accepted by the Secretary of the State and you have an operating agreement, your LLC is official, but you will still need to obtain the licenses and permits that all new businesses must have to operate. These may include a business license (sometimes also referred to as a "tax registration certificate"), a federal employer identification number, a seller's permit, or a zoning permit. Forming an LLC does not exempt you from any of these requirements that apply to all businesses.

For more information, see the Licenses & Permits for Your Business area of Nolo's website.

To begin creating your Connecticut LLC, visit the Online Connecticut LLC page at the Nolo website.

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How much will it cost to form my Connecticut LLC?

The price of Nolo's Online Connecticut LLC formation service varies depending on your needs.

Nolo's Basic Service. The price starts as low as $99.00 for Nolo's Basic Service, which includes preparation and filing of the certificate of organization, preparation of a customized operating agreement, and standard filing, which will take up to two weeks.

Nolo's Express Premiere Service. For all of these items plus Priority Rush Filing, a personalized LLC records book, membership certificates, an LLC seal, and preparation of the IRS application for a tax ID (Form SS-4), choose Nolo's Express Premiere Service for $299.00. With Priority Rush Filing, Nolo will submit your certificate of organization to the Secretary of the State within one business day and you'll receive your final LLC documents two to three business days later. You'll receive your LLC records kit two to three days after your final documents, by expedited shipping.

Note that the filing fee charged by the state is not included in our package prices. The Secretary of the State charges $120 for filing a certificate of organization. This fee will be added to your total when you check out.

Note also that you will need to file an annual report with the Secretary of the State by April 1 of each year, beginning the year after filing. The filing costs $20.

To compare Nolo's Connecticut LLC packages, see the package and pricing details.

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How long will it take to form my Connecticut LLC?

If you order the Basic package, we will file your paperwork with the Connecticut Secretary of the State within four to five business days and you'll receive your completed LLC package two to three business days later.

If you order the Express Premiere package, we will file your paperwork with the Connecticut Secretary of the State within one business day. You will receive your completed LLC documents by email two to three business days later. Your LLC records kit will be sent by expedited shipping and you should receive it two to three days after the email with your final documents.

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How long do I have to work on my LLC formation?

You have 90 days to work on your LLC formation without purchasing it. Every time you work on your LLC formation through Nolo's Online Legal Forms, your answers are automatically saved in the system.

Once you complete and pay for your LLC formation, Nolo's Online Legal Forms will store your personal information for one year.

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Will I have to pay taxes on my Connecticut LLC?

Federal taxes. The IRS does not impose taxes on the LLC; LLC income is reported on the members' individual tax returns.

State taxes. All new businesses need to register with the Connecticut Department of Revenue Services. You can visit the website of the Department of Revenue Services at www.ct.gov/drs/cwp/view.asp?a=1450&q=512014 to learn about state LLC taxes in Connecticut , and you may also find it helpful to read Nolo's article on Connecticut LLC Annual Report and Tax Requirements.

Self-employment taxes. LLC members (owners) who are active in the business will probably have to pay self-employment taxes on their share of LLC profits—just as partners in a partnership do. Fortunately, an LLC member can deduct, as a business expense, half of the self-employment taxes paid. (Members in manager-managed LLCs may not have to pay self-employment taxes if they are not active in the business; if you are in this situation, consult a tax adviser to see if you should pay self-employment taxes.)

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Do I need a lawyer to form an LLC in Connecticut?

You can form your own LLC online by using Nolo's Online Connecticut LLC. We will walk you through the information we need to form your limited liability company. If you have a complex question, you may want to consult a business lawyer or tax expert. Our website features an online lawyer directory as a free resource to our customers. Comprehensive profiles of business attorneys in your state can be found at www.nolo.com.

If you are trying to convert a corporation or partnership into an LLC, you should consult an attorney. There are some legal and tax ramifications to closing down an existing business and starting a new one that are beyond the scope of our service.

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Does my LLC need an operating agreement?

The State of Connecticut does not require you to file a written operating agreement, but you shouldn't consider starting a business without one. Here's why an operating agreement is necessary:

  • It helps to ensure that courts will respect your personal liability protection by showing that you have been conscientious about organizing your LLC.
  • It sets out rules that govern how profits will be split up, how major business decisions will be made, and the procedures for handling the departure and addition of members.
  • It helps to avert misunderstandings among the owners over finances and management.
  • It allows you to create your own operating rules rather than being governed by the default rules in your state's LLC laws, which might not be to your benefit.

Learn more about operating agreements in the Limited Liability Company section of Nolo's website.

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Can I form an LLC in a different state than the one in which my business will operate?

You can form an LLC in Connecticut even if your business will not be located in Connecticut and/or no LLC members will live there. But you will probably still need to qualify your LLC to do business in your home state—and this means you'll have to file additional paperwork and pay additional fees. For more information on whether you'll need to qualify to do business in certain states, read Nolo's article Qualifying to Do Business Outside Your State on Nolo's website. Note that if you don't register to do business in another state when required, you won't be able to enforce contracts in that state.

Also, be ready for some state tax complications if you form your LLC in a state that's different from the state where all of its members live. For one thing, the LLC members might have to pay personal income taxes in the other state on LLC income. (At best, you might get credit for those taxes in your home state and not have to pay twice. At worst, you might have to pay taxes you wouldn't have had to pay at home.) Other state taxes vary from state to state, and might influence your choice of location for an LLC. An LLC—like any business—has to pay franchise taxes, sales and use taxes, other transaction and excise taxes, and employment, property, and transfer taxes.

In addition, in most states, you need to maintain a registered agent in the state where you form your LLC. To avoid these hassles, most smaller LLCs that will operate in only one state form their LLC in their home state. For more information, read Nolo's article Where to Form Your LLC.

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Are LLC members subject to self-employment taxes?

An LLC member who is active in the business—like a partner in a partnership—has to pay self-employment taxes on his or her share of LLC profits. You can deduct half of what you pay for self-employment taxes as a business expense.

Members in manager-managed LLCs may not have to pay self-employment taxes if they are not active in the business. The self-employment tax situation for LLC members has been a subject of controversy and temporary regulations, and the dust has not yet settled around many of the issues. If you plan to be an inactive member of an LLC and don't plan on paying self-employment taxes, get an opinion from a local tax expert—preferably one who is willing to argue his or her opinion to IRS officials, if it comes to that.

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Do LLC membership interests need to be registered as securities?

If any of your members will not be active in the LLC or if you choose manager-management for your LLC, you may need to comply with federal and state securities procedures when setting up your LLC. (If you'll be the sole owner of your LLC and you don't plan to take investments from outsiders, your ownership interest in the LLC will not be considered a "security" and you don't have to concern yourself with these laws.)

Membership interests in a manager-managed LLC might be classified as securities because nonmanaging members may be investing their money in a business in which they are not actively participating. A security is defined as an investment in a profit-making enterprise by an investor who is not running the company. If a person invests in a business with the expectation of making money from the efforts of others, that person's investment is generally considered a "security" under federal and state law. Conversely, when a person will rely on his or her own efforts to make a profit (that is, he or she will be an active participant in the LLC), that person's ownership interest in the company will not usually be treated as a security.

If your LLC's membership interests are considered securities, you must get an exemption from the state and federal securities laws before the initial owners of your LLC invest their money. If you don't qualify for an exemption to the securities laws, you must register the sale of your LLC's ownership interests with the U.S. Securities and Exchange Commission (SEC) and with your state.

Fortunately, smaller LLCs usually qualify for securities law exemptions. For example, SEC rules exempt the private sale of securities from registration if all owners reside in one state and all sales are made within the state; this is called the "intrastate offering" exemption. Another federal exemption covers "private offerings." A private offering is an unadvertised sale that is limited to a small number of people (35 or fewer) or to those who, because of their net worth or income earning capacity, can reasonably be expected to be able to take care of themselves in the investment process. Most states have enacted their own versions of these popular federal exemptions.

Securities exemptions may be an area where you'd like to get the opinion of a professional. If so, Nolo can help connect you with a lawyer. Nolo's Lawyer Directory provides a comprehensive profile for each lawyer listed, including the lawyer's experience, education, fees, and general philosophy of practicing law. Profiles of business attorneys in your state can be found at www.nolo.com.

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Does forming an LLC mean I don't need a business license?

Forming an LLC does not take the place of obtaining a business license, tax registration certificate, or other required business permits. An LLC merely creates an ownership setup that limits the owners' personal liability. For more information on required licenses and permits, see the Licenses & Permits for Your Business area of Nolo's website.

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How can an LLC be ended after it has been formed?

Like a corporation, an LLC is meant to be a permanent legal entity, and it will exist—and incur taxes and fees, whether or not you are actively operating a business—until you take legal steps to dissolve it. If you decide to discontinue business as an LLC, you must file a certificate of dissolution with the Secretary of the State. For specifics, see the Secretary of the State's website at www.sots.ct.gov/. For general information on closing a business, read the article Closing Your Business: What You Need to Do on Nolo's website.

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What happens after I pay?

Note: You will receive a confirmation email that includes the following information.

Your certificate of organization will be generated and filed with the Secretary of the State. Turnaround times vary according to the package you choose.

If you ordered Nolo's Express Premiere Service, your LLC records binder and company seal will be sent to you independently, directly from the manufacturer.

As soon as your filing is complete, we will email you your final LLC documents, including your customized operating agreement and instructions on a few more steps you need to take, including holding an initial meeting of your members or managers.

After completing your purchase, you may no longer go back and change your answers because your order is being processed. You may, however, view your answers by signing in to your Nolo account at www.nolo.com/products/customer/account/login, clicking on My Account, and clicking on Connecticut LLC.

Once we send your documents to the Secretary of the State, we cannot refund your state filing fees and other third-party costs, such as courier and delivery services, should you decide to cancel your order. If you have questions, please let us know here.

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What if I want to change the information I gave you for my new LLC?

You have 90 days to work on your LLC formation documents without purchasing them. Every time you work on your LLC formation through Nolo's Online Legal Forms, your answers are automatically saved in the system.

After completing your purchase, you may no longer go back and change your answers because your order is being processed. You may, however, view your answers by signing in to your Nolo account at www.nolo.com/products/customer/account/login, clicking on My Account, and clicking on Connecticut LLC.

Nolo's Online Legal Forms will store your personal information for one year after you pay for your LLC formation.

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Where can I learn more about LLCs?

To learn more about limited liability companies, visit the Limited Liability Company area of Nolo's website or read Nolo's Quick LLC: All You Need to Know About Limited Liability Companies, by Anthony Mancuso.

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Prices and Packages

Online Connecticut LLC Packages

   
Our Best Value!

Choose the package that's right for you

BASIC PREMIERE
  $99.00 + state fees $299.00 + state fees
Validate your LLC name
Nolo will perform a name availability search before submitting your formation documents to the state. We ask that you provide two to three name choices for your LLC, in order of preference, and we will use the first one available. Please do a preliminary search of your own—on Connecticut's website at http://www.concord-sots.ct.gov/CONCORD/online?sn=PublicInquiry&eid=9740—so you can take the time to think about another name if your first choice is already taken.
Prepare and file your certificate of organization
Nolo will prepare your certificate of organization and file it with Connecticut's Secretary of the State. Your LLC will be formed on the date that the Secretary accepts the document.
Prepare and customize your LLC operating agreement

We will prepare an LLC operating agreement for your LLC and customize it according to your interview answers and the laws of your state. Your operating agreement is an important part of your LLC formation. Here's why:

  • It helps ensure that courts will respect your personal liability protection by showing that you have been conscientious about organizing your LLC.
  • It sets out rules that govern how profits will be split up, how major business decisions will be made, and the procedures for handling the departure and addition of members.
  • It helps to avert misunderstandings among the owners over finances and management.
  • It allows you to create your own operating rules rather than being governed by the default rules in your state's LLC laws, which might not be to your benefit.
  • It will authorize one or more members of the LLC to deposit and withdraw funds in an LLC bank account, an important first step in starting your new business!
Deluxe LLC records binder and seal, personalized
with your LLC name
Nolo's Express Premiere package offers you a beautiful, personalized LLC records binder that is foil-stamped with your company name on the spine. The binder includes index tabs, a transfer ledger, and 20 personalized membership certificates for your new LLC. The kit also includes an LLC seal for imprinting your LLC name, state, and date of formation on important documents.
 
Priority rush filing
With Nolo's Priority rush filing, your certificate of organization will be submitted to the Connecticut Secretary of the State within one business day. You will receive your final LLC documents two to three days later. (Without Priority rush filing, it will take up to two weeks to receive your LLC documents.)
 
Prepare your IRS application for an employer
identification number (EIN)
If you wish, Nolo will prepare IRS Form SS-4, your application for an employer identification number (the business tax ID number issued by the IRS). We will email you your completed SS-4 application to you with your final LLC documents. You simply sign it and fax or mail it to the IRS.
 
Automated error checking
Nolo checks for more than 30 different types of common errors as you progress through our LLC interview. Along with our name availability check, this helps to ensure that your certificate of organization will be accepted by the Secretary of State and that your operating agreement will be generated according to your state's laws.
State fees

The Secretary of the State charges $120 for filing a certificate of organization. The fee will be added to your total when you check out.

Customer service phone support
If you have questions, please let us know here.
Expedited shipping of LLC records kit